EXHIBIT 10.1 CREDIT AGREEMENTCredit Agreement • August 14th, 1997 • Westfield America Inc • Operators of nonresidential buildings • New York
ARTICLE II REPRESENTATIONS AND WARRANTIESStock Purchase Agreement • April 24th, 1997 • Westfield America Inc • Operators of nonresidential buildings • New York
EXHIBIT 10.1 WAT SUBSCRIPTION AGREEMENT WAT SUBSCRIPTION AGREEMENT, dated as of December 17, 1998, between Westfield America, Inc.(ARBN 082 554 541), a Missouri corporation (the "COMPANY"), Perpetual Trustee Company Limited (ACN 000 001 007), an...Subscription Agreement • November 15th, 1999 • Westfield America Inc • Operators of nonresidential buildings • New York
Exhibit 10.31 LOAN AGREEMENT Dated as of December 9, 1999Loan Agreement • March 30th, 2000 • Westfield America Inc • Operators of nonresidential buildings • New York
EXHIBIT 2.2 VANCOUVER MALL II LIMITED PARTNERSHIP (A Delaware Limited Partnership) AGREEMENT OF LIMITED PARTNERSHIP Dated as of October 6, 2000 VANCOUVER MALL II LIMITED PARTNERSHIP AGREEMENT OF LIMITED PARTNERSHIP TABLE OF CONTENTSLimited Partnership Agreement • November 14th, 2000 • Westfield America Inc • Operators of nonresidential buildings • Delaware
SUBSCRIPTION AGREEMENT AND PLAN OF REORGANIZATION Relating ToSubscription Agreement • April 11th, 1997 • Westfield America Inc • Operators of nonresidential buildings • New York
Exhibit 10.45 FIRST AMENDMENT TO MANAGEMENT AGREEMENT (TOPANGA PLAZA) THIS FIRST AMENDMENT TO MANAGEMENT AGREEMENT (this "Amendment") is made as of the 1st day of February, 1994, between CENTERMARK PROPERTIES, INC., formerly known as May Centers, Inc....Management Agreement • March 23rd, 1999 • Westfield America Inc • Operators of nonresidential buildings • California
Westfield America, Inc. Preferred Stock, Common Stock, Depositary Shares and Warrants ---------------------- Underwriting AgreementUnderwriting Agreement • June 1st, 1998 • Westfield America Inc • Operators of nonresidential buildings • New York
EXHIBIT 10.2 CONTRIBUTION AGREEMENT THIS CONTRIBUTION AGREEMENT (this "AGREEMENT"), dated as of June 1, 2000, is made and entered into by and among WESTFIELD AMERICA LIMITED PARTNERSHIP, a Delaware limited partnership (the "OPERATING PARTNERSHIP"),...Contribution Agreement • August 14th, 2000 • Westfield America Inc • Operators of nonresidential buildings • Delaware
Exhibit 10.32 LOAN AGREEMENT Dated as of December 9, 1999Loan Agreement • March 30th, 2000 • Westfield America Inc • Operators of nonresidential buildings • New York
EXHIBIT 10.9 FIRST AMENDMENT TO ADVISORY AGREEMENT THIS FIRST AMENDMENT TO ADVISORY AGREEMENT is made as of May 21, 1997, by and between WESTFIELD AMERICA, INC., a Missouri corporation (formerly known as CenterMark Properties, Inc.) ("Owner"), and...Advisory Agreement • March 23rd, 1999 • Westfield America Inc • Operators of nonresidential buildings
THIRD AMENDMENT TO JOINT VENTURE AGREEMENT FOR VANCOUVER MALLJoint Venture Agreement • March 23rd, 1999 • Westfield America Inc • Operators of nonresidential buildings • Missouri
EXHIBIT 10.1 LOAN AGREEMENT Dated as of October 30, 1998Loan Agreement • February 19th, 1999 • Westfield America Inc • Operators of nonresidential buildings • New York
EXHIBIT 10.21 REGISTRATION RIGHTS AGREEMENT REGISTRATION RIGHTS AGREEMENT, dated as of May 21, 1997 (this "Agreement"), among Westfield America, Inc., a Missouri corporation (the "Company"), Westfield Holdings Limited, an Australian public corporation...Registration Rights Agreement • March 23rd, 1999 • Westfield America Inc • Operators of nonresidential buildings • New York
W I T N E S S E T H:Subscription Agreement • August 14th, 1998 • Westfield America Inc • Operators of nonresidential buildings • New York
NORTHWEST PLAZA MANAGEMENT AGREEMENTManagement Agreement • March 23rd, 1999 • Westfield America Inc • Operators of nonresidential buildings • New York
EXHIBIT 10.5 SECOND AMENDMENT TO THE FIRST AMENDED AND RESTATED AGREEMENT OF LIMITED PARTNERSHIP OF WESTFIELD AMERICA LIMITED PARTNERSHIP This SECOND AMENDMENT TO THE FIRST AMENDED AND RESTATED AGREEMENT OF LIMITED PARTNERSHIP OF WESTFIELD AMERICA...Limited Partnership Agreement • February 19th, 1999 • Westfield America Inc • Operators of nonresidential buildings • Delaware
R E C I T A L SLoan Agreement • November 15th, 1999 • Westfield America Inc • Operators of nonresidential buildings • New York
RECITALSNon-Competition Agreement • March 23rd, 1999 • Westfield America Inc • Operators of nonresidential buildings • New York
RECITALSMerger Agreement • November 14th, 2000 • Westfield America Inc • Operators of nonresidential buildings • Delaware
AMENDMENT TO AMENDED AND RESTATED LIMITED PARTNERSHIP AGREEMENT OF WEST VALLEY PARTNERSHIPLimited Partnership Agreement • March 23rd, 1999 • Westfield America Inc • Operators of nonresidential buildings
CREDIT AGREEMENT AMENDMENTCredit Agreement • May 13th, 1998 • Westfield America Inc • Operators of nonresidential buildings • New York
W I T N E S S E T H:Stock Subscription Agreement • March 23rd, 1999 • Westfield America Inc • Operators of nonresidential buildings • New York
AMENDMENT NO. 10Asset Purchase Agreement • February 19th, 1999 • Westfield America Inc • Operators of nonresidential buildings
RECITALS -------- A. WHEREAS, Manager and Owner executed that certain document entitled Property Management Agreement dated January 1, 1989 ("Agreement"), respecting Manager's retention by Owner to manage, lease and operate that certain regional...Property Management Agreement • March 23rd, 1999 • Westfield America Inc • Operators of nonresidential buildings
AMENDMENT NO.1Asset Purchase Agreement • August 17th, 1998 • Westfield America Inc • Operators of nonresidential buildings • California
SUBSCRIPTION AGREEMENTSubscription Agreement • March 23rd, 1999 • Westfield America Inc • Operators of nonresidential buildings • New York
INVESTORS AGREEMENTInvestors Agreement • March 23rd, 1999 • Westfield America Inc • Operators of nonresidential buildings • Missouri
PUT AGREEMENTPut Agreement • August 14th, 2000 • Westfield America Inc • Operators of nonresidential buildings • Delaware
EXHIBIT 10.4 THIS WARRANT IS SUBJECT TO THE PROVISIONS OF AN INVESTORS' AGREEMENT, DATED AS OF May 21, 1997, AND THIS WARRANT IS NOT ASSIGNABLE OR OTHERWISE TRANSFERABLE EXCEPT IN ACCORDANCE WITH THE PROVISIONS OF SUCH INVESTORS' AGREEMENT (INCLUDING...Warrant Agreement • March 23rd, 1999 • Westfield America Inc • Operators of nonresidential buildings • New York
ARTICLE IAsset Purchase Agreement • February 19th, 1999 • Westfield America Inc • Operators of nonresidential buildings
EXHIBIT 10.1 SECOND CREDIT AGREEMENT AMENDMENTCredit Agreement Amendment • August 16th, 1999 • Westfield America Inc • Operators of nonresidential buildings • New York
MANAGEMENT AGREEMENTManagement Agreement • March 23rd, 1999 • Westfield America Inc • Operators of nonresidential buildings • California
Exhibit 10.28 SECURED REVOLVING CREDIT AGREEMENT dated as of December 15, 1999Secured Revolving Credit Agreement • March 30th, 2000 • Westfield America Inc • Operators of nonresidential buildings • New York
EXHIBIT 99.8 SIXTH AMENDMENT TO THE FIRST AMENDED AND RESTATED AGREEMENT OF LIMITED PARTNERSHIP OF WESTFIELD AMERICA LIMITED PARTNERSHIP This SIXTH AMENDMENT TO THE FIRST AMENDED AND RESTATED AGREEMENT OF LIMITED PARTNERSHIP OF WESTFIELD AMERICA...First Amended and Restated Agreement of Limited Partnership • July 7th, 2000 • Westfield America Inc • Operators of nonresidential buildings • Delaware
